The Backfire
by 2343-5480
Summary: Ever since his run in with Kevin Eleven, Ben notices that the omnitrix has been acting strangely. What will happen if it backfires on him? Perhaps he can only find the answer by seeking out his arch rival. KevinBen slash
1. A Defect

-1A brown haired boy sat high up in a tree which, for many purposes, held a very good view over a ginger haired girl beneath it typing away on her laptop.

Ben grinned widely as he stalked his victim from the tall branches. He pushed down on a button activating the watch-like device on his left wrist. He twisted the dial until an alien insect silhouette shone on the screen. He glanced down at the steaming cup of tea next to his unsuspecting cousin and chuckled.

"And this time I won't miss," he laughed to himself as he slammed down on the dial.

234323432343234323432343234323432343234323432343234323432343234323432

Gwen cocked her head slowly, halfway through reaching for her tea, at a loud, familiar noise followed by a groan which emitted from the leaves above her head. She picked up her laptop and drink as quickly as she could and scrambled to a safe distance. "Ben! I'm going to tell grandpa that you were going to use the omnitrix to trick me again!"

"Oh man!" she heard her cousin curse. She watched in confusion as her cousin, in a very human form, fell out of the tree and sat down wearily. "Keep it down dweeb, you're giving me a headache."

"You're the one who's been trying to stinkfly my herbal tea all day." She growled when her cousin didn't reply. "I've had to wash my hair three times already today!"

"Seriously, Gwen. Cool it." He held his head groggily. Gwen took a step closer.

"Are you alright Ben?" He looked at the concern on her face and showed a goofy smile.

"Yeah, I just hit my head. I'm fine, really." Gwen wondered over and sat down next to the boy, placing her closed laptop and mug on the grass next to her.

"You should really be more careful, doofus. You want me to go get grandpa?" Ben looked at her as if she were nuts.

"And have him cook up another of his concoctions? I'd rather eat toenails." Gwen grimaced at his comment and stood up again.

"Well I'll be back in the RV," he stated before wondering in said direction. Ben waited until she disappeared behind the trees before sighing deeply. He took the wrist which held the omnitrix from behind his back and inspected it. The usually green, vacant face was dull and white. He pushed a few buttons, scowled at it and punched it.

"Oh man! Stupid thing, not again." He bashed it against the tree bark in frustration. It had been acting strangely for quite a while on really random occasions. The bad thing about it was that he couldn't go alien and not only that but it hurt. Whenever he pushed down the dial to become any alien, whether it worked or not, the omnitrix would send a painful pulse throughout his body. It was getting increasingly difficult to hide it from his relatives. He couldn't believe that he'd broken it again! He couldn't even remember what he did.

He sighed deeply and stood up. Throwing one last glance over the bordering trees and up to the grubby city buildings before wondering back through the park.

234323432343234323432343234323432343234323432343234323432343234323432

"Ben!" Gwen hammered angrily on the bathroom door. "Ben! You've been in there ages! What're you doing!?"

"Oh, sorry, but the sight of your face all day is giving me diarrhoea," he snickered through the door. Gwen froze as her face burned with anger.

"What?! Ben Tennyson you get out here right now!" She roared hammering twice as hard as she had before.

"No can do," he replied and turned back to the watch on his wrist. It still hadn't fixed itself and, no matter what he did to it, he feared it wasn't going to anytime soon. He cursed to himself and scowled as the racked on the other side of the door stopped. He felt a feeling of dread sweep through him as he somehow knew what was coming next.

"Ben?" Gwen called sweetly through the door as a realisation dawned on her. "Do you want me to take a look at the watch for you?" She laughed discreetly at his reply.

"And why the hell would you want to do that?"

"Well I've noticed that you haven't been using it lately and so I though that perhaps you've… BROKE-" Ben dashed out of the bathroom and clamped a hand over her mouth.

"What was that?" Max Tennyson called from the drivers seat.

"Nothing, grandpa," Ben replied, "Gwen just needs to remember to cover her mouth when she burps." Gwen pulled Ben's hand from her mouth and frowned at him. There grandpa sighed and turned back to the wheel.

"Well, if you have to bicker all the time, please do it quietly."

"Yes grandpa," the two chorused in reply. Gwen turned to him with a wicked grin on her face.

"So, what did you do this time?" Ben gave her an unknowing look.

"What're you on about now? It's not broken." He regretting saying that once he had. Perhaps he should have said 'I didn't break it,' because he was slowly starting to believe that it wasn't his fault.

"Don't play dumb. You haven't gone alien for days!" Gwen poked him knowingly in the chest. He cringed at her touch and resisted the urge to hiss the word 'cooties' at her.

"It's fine. Seriously Gw-" he held a breath as she pulled up his arm and inspected the omnitrix. Ben watched hopefully as her face twisted in confusion.

"But I was sure…" She let go of his arm and cast him a suspicious look. "If I see anything wrong with that thing I'm telling grandpa." She stalked off, miffed that she was wrong.

Ben watched her draw the curtains to obscure his view. He sighed. "Girls, who needs 'em." He looked down at the omnitrix and smiled. It really knew when he was in trouble. The face glowed a deep green.


	2. A Run Into Trouble

-1Ben cracked an eye open at a distant sound. He rolled out of his bed and rubbed his eyes sleepily. The noise only got louder as he plodded over to the window. A large black truck sped past the RV followed by a brightly lit police vehicle with the siren blaring full volume. Ben looked for a backup vehicle to follow it but only the one pulled ahead.

Ben looked down at his watch fearfully. It face glowed threateningly in the darkness. Perhaps he wasn't meant to use it. Maybe that was why his bones ached even thinking about the pulse of pain that occurred as soon as he pushed the face down. He shivered and looked ahead with fake optimism. "Well the police _are _chasing them," he assured himself and strolled back to his bed grateful of some well deserved sleep.

Gwen looked down at him suspiciously, if not concerned, as he finally closed his eyes.

"Ben?" Gwen said as she shoved his shoulders lightly. He opened his eyes slowly only to squeeze them shut as pain serged down his optic nerves.

"Darn it, Gwen! What was that for!?" he hissed and buried his head in his pillow.

"What?" she asked innocently.

"Stop shining that torch in my eyes!"

"I haven't got one, dweeb. It's daylight." Surely enough, when he opened his eyes, he saw that the whole vehicle was flooded with light. He groaned deeply. It didn't feel like he'd slept at all. He felt his wrist sting and glanced down at it. He pulled the watch to face height and realised that it was red. He obviously hadn't used it in his sleep or it would definitely have woken him up in a very loud and painful way. Gwen smirked when she spotted it and Ben had a feeling she was up to something.

"What?" Ben asked in annoyance. "I went for a walk."

"No you didn't," she grinned. "I saw you get up in the night so I poured your cereal around your bed so that neither one of your aliens could creep out without stepping on any." Ben raised an eyebrow. Gwen motioned a hand to the floor where, as she had said, the floor was littered with cereal grains. "See, untouched. I know you're not smart enough to notice." Ben frowned. "So what's going on?" She asked a bit more seriously.

Ben let her words sink in and began processing a reply. He smirked sneakily at her. "I went ghost freak, dweeb. Bet you didn't think of that!" He laughed at her predictable expression.

"_You _outsmarted _me?" _She sat down slowly.

"Yep! What're you gonna do about it?" Ben gloated in her face while stepping off his bed into the mess of cereal. "Oh man."

"I know exactly what I'm going to do about it." She jumped up and went to wake up Max. He turned to face her and yawned widely.

"Gwen? What are you doing up at this time?"

Gwen looked over at Ben with fake worry. "I think Ben needs a break from all this hero work, grandpa. He doesn't look too good."

"What?" Ben shouted. "I'm doing just fine-" he winced at the sharp sting in his wrist.

"See, grandpa." Max Tennyson looked between his two grandchildren and sighed.

"Why don't we just leave it for this morning and sort it out later." Ben nodded and Gwen did also, reluctantly. "Now why don't you two watch TV? I'll join you in a minute. As he got out of bed the two cousins went to watch TV. Gwen turned on the news.

"The news?!" Ben complained and lunged for the remote. Gwen skilfully whisked it from his reach and kicked him off her lap where he landed. He sat up and rubbed his head. "Can't you ever choose something decent to watch?"

"Actually, I wanted to know if that rare bird they found has been returned to the zoo safely," she said compassionately. Ben stuck his finger down his throat and pretended to hurl.

"Who cares?" Gwen looked down on him in disapproval but turned back to the TV. It was showing a high speed chase down the motorway in pitch black.

"Hey look. Isn't that our RV?" Max asked as he emerged from the bathroom and sat on the coach next to Gwen.

"It looks like it," Gwen replied. "And look who it is," she laughed, pointing at the window where Ben was watching them drive past tiredly.

"Hey! I'm on TV!" Ben exclaimed happily.

"The two robbers escaped with just over a thousand dollars stolen from the local bank. They were last seen at the very top of the motorway turning off the far left junction when they drove off road. Our police car lost sight of them before backup arrived," the reporter read out in a dull tone.

Max looked down at the boy. "It would have been a lot more memorable if you were on TV catching those robbers." Ben looked up at his grandpa and then back at the floor in shame. "Is there something wrong Ben?"

"Well, there was a police car and I'd only just woken up."

"That's not an excuse. You could see that they were getting away."

Gwen silenced them both. "I told you, grandpa. He needs a break from his hero work."

"No I don't! I'm doing just fine! I was just a little tired, that's all. It's no big deal really." Max looked at him sternly. Ben shrunk away from him in hush.

"I think Gwen's right, Ben. Perhaps we should take a weeks break. Don't you agree?" With that tone all that Ben could do was mumble an agreement. "That's great then. Do you know any activities we could do today, Gwen?"

The ginger haired girl smiled happily. "One or two."

234323432343234323432343234323432343234323432343234323432343234323432

"I can't believe this! You entered _me _in a marathon run?!" Ben moaned to his cousin as he walked miserably along side his granddad.

"Yes," she replied matter-of-factly. "It's a fun and easy way to keep fit." She flexed her arms happily as she walked. Ben raised an unimpressed eyebrow.

"Easy!? Fun?!" he coughed in sarcasm. "Sometimes I wonder how we're related." Gwen didn't cast him a look. He stopped and sniffed the air loudly. "Is it just me or do you smell hotdogs?" he questioned in hope.

"No," Gwen followed his suit a little more politely, "just the overpowering stench of dweebitis and car fumes." Ben looked at her with mild distaste.

"I swear I smell hotdogs." He sniffed again in conformation.

"I can't smell anything either, Ben. Maybe you should let it drop," Max sighed tiredly and Gwen nodded in agreement.

"Isn't this supposed to be a _healthy _week anyway?" Ben growled in protest.

Ben stopped. "Since when did we agree on _that?_" He hissed in annoyance when they didn't reply and jogged a bit to catch up with them.The trio walked in comfortable silence, observing the modern, somewhat dirty architecture. After a few minutes Ben noticed Gwen squinting at something they were approaching. Her expression shone when she recognised the red and white striped shade ahead. Ben looked at it sceptically.

"Is that a market store, grandpa?" Gwen pointed out. Max followed her gaze and nodded.

"Looks like it. I wonder what they're selling…" He lead his grandchildren towards it. Ben watched it curiously with a grin creeping onto his face. He had a very good idea what it was already.

"Do you smell… hotdogs?" Gwen's eyes widened slightly and she caught Ben's grinning face.

"Well duh! Like I have for like the last century!" Gwen turned to Max, dumbfounded.

"It's probably just coincidental. There are a lot of food stands around this part of town," he assured her.

"Yeah, and like you could smell it. I just have super senses-"

"And no common sense," she giggled.

"Where where you when they were handing out maturity?" Ben retaliated without humour.

"I don't know, probably the same place you were."

"Now, now you two. We don't want to be late for this run do we?" He began to cross the road.

"Uhh, yes we do!" Ben crossed his arms and began to follow his relatives. He was stopped by a strong waft of smell which caught in his throat pleasantly. He looked back in longing, glanced down at the white face of the omnitrix, sighed, and plodded after his cousin.

234323432343234323432343234323432343234323432343234323432343234323432

"How the hell did you talk me into this?!" Ben complained loudly as he undid his laces and pulled his shoe from his foot allowing it to breath.

"Phew!" Gwen held her nose and fanned her hand in front of her face at the almost visible plume of stench that drifted past her face. "When did you last wash?"

"Yesterday," he replied innocently and sniffed his foot. "Geez, that's gross!" He dropped it back to the floor and stuffed it in his shoe doing the lace back up as fast as he could.

"You're telling me? You smell worse than usual…" Ben sniffed under his arms instinctively and shrugged. "And you're sweating all over the place!"

Ben wiped his forehead on his sleeve. "Well it is hot." Gwen almost laughed at him.

"It's freezing. Why do you think everyone's wearing thick coats?" Her cousin looked around and shrugged again. "Are you okay?"

"Well I feel fine." He jumped to his feet and stretched his arms flexing his fingers. "Never better even." Gwen raised an eyebrow but left it be as they were motioned to the start line. She turned to her cousin jokily.

"Bet you can't beat me to the finish line!" She challenged.

"Bet I can trip you up before then!" The whistle sounded to signal the start of the race. "Psyche!" he shouted back at her as she distractedly lagged behind. After only a few metres he felt a gust of air cool his sweaty face as she jogged ahead. He growled. He watched as the contestants, including his bratty show off cousin, ran into the distance. He cursed his poor stamina and glanced into the crowd.

He saw his grandpa wave at him in encouragement. To his annoyance, he noticed other's parents smile at him in jest and laugh to eat other casting him sideways glances. The spark of anger it ignited seemed to trigger something. Something he didn't notice until he saw Gwen pass with by with a blurred expression of surprise. He felt his wrist ache and a sudden burst of adrenaline pulse through his body and focus on his stiff limbs.

The crowd seemed to warp around him so he could barely even catch their faces. Barely paying attention to where he was going he closed his eyes against the various insects which zoomed passed his face, occasionally catching his skin. The wind couldn't seem to keep up with him.

He watched his arms distort with speed at his sides in awe. He only realised, as he crossed the finish line, that this felt just like it did when he was XLR8. He came to a halt and sprayed gravel in front of him.

The air was silent as all eyes focused on him for a terrifying moment. The smell of burnt rubber crept up his nostrils. He straightened his posture slowly and glanced down at the device on his wrist. It was almost a mischievous white glow it gave him. He couldn't stop a grin from crossing his face.


	3. A Memory

**I haven't updated for a while but I've had a sudden writing splurge.**

* * *

It was a dark and cold place. He instinctively reached for his wrist and clasped the device there tightly. "You can have it…" a voice blew down his ear. Ben froze. He'd known there was someone there. The voice was distorted just beyond recognition. An inhuman madness lay behind it, but it was human. A spark ignited and flashed but faded, like a match that wouldn't light no matter how many times you struck it. 

"You can have everything…" It came as more of a chuckle that time. Ben could sense the stranger approach, lazy feet scuffing the floor. Was his brain trying to tell him something. Trying to help him remember. "You can have everything you want…"

234323432343234323432343234323432343234323432343234323432343234323432

Ben snapped his eyes open. A chill shot up his spine as two cold fingers were pressed to his forehead. Two deep green eyes shone above his in worry. He could only stare back wide eyed as he tried to recognise the uncomfortable surface he was lay on and the many faces which stared fearfully down at him. His chest rose and fell a lot faster than normal. He felt constricted.

The ginger girl who had her hand to his temple, smiled in apparent relief. "Thank God you're okay." As Ben came to his senses he considered for a second that he was still dreaming. The dumb look on Gwen's face was priceless. She turned her head and shouted, "Grandpa! He's okay!"

He sat up and brushed the dust from his shirt. "What're you gawking at, dweeb?" Ben grinned at the dumbfounded girl sat next to him. He felt his face darken as he inspected the crowds which were stood around, mumbling to each other, no doubt about him.

"Be careful, Ben…" Gwen whispered to him. "You've only just come round and you kind of freaked us all out back there." Ben recalled the inhuman outburst he'd experienced earlier. "What happened?"

Ben had no idea what had happened, but he knew he liked it. He caught a glimpse of the omnitrix out of the corner of his eye and noticed that the face was still white. He stood up and lead Gwen through the throngs and to the RV. "Ben! What're you doing?"

He turned to her seriously. "Do you really want all of them to hear what happened?" He waved at their wary audience. Gwen shook her head and followed him into the vehicle. Their grandfather blocked their way.

"Just what the hell is going on, Ben?" Ben cowered from him while Gwen snuck around him. "What've I told you about messing with that watch!?"

Ben smiled weakly. "Well, I typed in this combination earlier and… well it kind of…" he tried to think of some sort of explanation that would fit, "it's unlocked some sort of control that means I can use the aliens powers when I'm not an alien-"

"Well that's a lie!" Gwen told Max matter-of-factly. Her eyes turned on Ben, "And you know it!"

"I'm serious! Why else would this happen?" Ben stuck with his argument.

"I don't know, you tell me," Max demanded rather than requested. Ben held his gaze steadily.

"I must have typed in billions of combinations since I found this thing. It's not that unlikely that I'll have found a right one by now!" Ben folded his arms across his chest and looked away defiantly. Max's accusing stare seemed to soften then.

"When did this all start then?" he asked and put a hand on his grandson's shoulder while leading him into the RV.

Ben inwardly grinned. "I typed it in a while ago but it's only started doing this now. I can't remember the combination though."

"Why didn't you tell me?" Max asked. He sounded almost offended. Ben felt his stomach sink.

"I thought I'd broke it again. I'm sorry grandpa…" he looked to the floor.

"You could have been in danger. I don't think this new function is very safe." Max sat in the driver's seat and started the engine. "If _anything _like this happens again or if there's anything you're not telling us I won't be angry with you Ben, but we can't take chances." Ben nodded but couldn't stop a grin from spreading across his face. He'd broken the omnitrix, in a good way, _and _gotten away with it! What a day this was. He pretended to wipe his nose to hide his grin. "Are you sure you can't remember what you pressed?" Max asked as he pulled out of the parking lot.

"Yeah, sorry grandpa."

Gwen looked at Ben thoughtfully and decided that it was best to speak her mind. "I don't think you're telling us the truth, Ben." Her voice was empathic. "You've been acting funny lately."

"Duh!" Ben replied and his cousin frowned, "I thought I'd broke the stupid thing again. If grandpa believes me why can't you?" Max looked back but didn't say anything.

"But lately, using that watch, seems to… _hurt_ you." Ben shook his head in fake humour but Gwen pursued the subject. "You haven't been having… nightmares… have you?" Ben's froze and looked at her. "Whatever's wrong, we might be able to set it right. I know you're probably, definitely, loving all this but… you can't have everything you know, Ben. You can't…" Ben's eyes widened. _You can have it__…_He winced away from her and closed his eyes. He wanted to see who was talking. _You can have everything__…_He clasped his head. _Everything you want__…_They came closer, looming over him. Their voice a menacing hiss. …_just__…__ REMEMBER!_

Ben snapped his eyes open again. Once again the first thing he saw were the concerned green eyes. Bringing a hand to his face he rubbed his temple. Was he going mad? "Ben?"

"Look! I'm fine!" he ended distractedly and pushed past Gwen to sit and look out of the window. _Who? Who was it? Who__'__s he trying to remember? _Why's _he trying to remember? _He growled and leaned his head against the glass. If he were to just see a minor detail maybe it'd be enough. He jumped as a hand was placed on his shoulder. He turned to see his granddad rather than his cousin.

"We're concerned, Ben. If there's something else we need to know…" He took a seat next to Ben and waited patiently.

"It's really nothing. I'm just tired. It's been keeping me awake." Gwen and Max looked at him supportively. He couldn't look up at them.

"You should get some sleep then," Max stated before heading back to the wheel. Gwen patted Ben's shoulder.

"We're definitely having some time off," she grinned. "At least until we've sorted all this out."

Ben grinned deviously. "What do you mean, 'we'? What can _you _do to help? You're just a dweeb."

"That's what I get for trying to help?!" she huffed and turned to leave only turning back to end mockingly, "Sweet dreams, doofus."

234323432343234323432343234323432343234323432343234323432343234323432

He couldn't penetrate the darkness. It felt like there was no atmosphere, just heavy darkness. He began walking. Was he alone? His foot caught something on the ground causing him to stumble, then another and another. They were lined up. What were they for?

A light flickered on and then blew out. He flinched away. A flame. It came from nowhere. He was scared of that flame. The memories it tried to ignite. The figure approached again. "Back again?" the figure wheezed in humour and cackled at him like he was a pet under his control.

"Wh-" a finger pushed to his lips. He froze. He felt cold, as cold as their skin against his.

"Be quiet!" He could almost see the mocking smile turn to a sneer. He felt scared, an adrenaline telling him to run but stay at the same time. He wasn't leaving until he knew who this was.

234323432343234323432343234323432343234323432343234323432343234323432

"Check this out!" Ben called to his cousin, spinning a knife skilfully in his hand. Gwen peered around the corner and away from her book and shook her head.

"That's not that impressive," she sighed and went to turn around with an 'If he gets hurt it won't be my fault' look on her face.

"Not that, dweeb, this!" He spun the knife around and plunged it into his arm. Gwen screamed and stared at him in horror. Ben laughed and pulled his unscathed arm away revealing the knife sticking out of the table top.

"That is NOT FUNNY!" Gwen said seriously as Ben burst out laughing.

"I really think it is," he said and then wished he hadn't as Max stood over him with a very unimpressed look on his face. He looked at the knife stuck in the table and frowned.

"I really don't find that funny," Max said seriously and pulled the knife from the table. "Damaging the RV is one thing but what if you'd actually hurt yourself?" He dropped the knife onto the table and awaited Ben's reply.

"As long as I have ghost freak on the watch it won't matter," Ben turned his head away to Max's concerns. The man slammed his hands on the table in agitation.

"That's not the point, Ben!"

Ben suppressed replying with, 'That's exactly the point.' He picked up the knife again. "It wouldn't have mattered if I hadn't gone intangible anyway. Watch." He ran the blade across his tanned skin and watched Gwen flinch. The metal sparked as if it was running along glass. Max snatched the knife from Ben's hand and left the RV with a bad temper.

"Way to go, Ben! You just can't leave it can you?" He made a face at her and turned to look out of the window again. They were parked in a campsite just outside a wood for the night. The sky threatened rain, but it hadn't yet come. "By the way, did you have a bad dream again last night?"

Ben froze for a second before continuing to gaze at the sky. "Maybe." Gwen sighed and sat down opposite him.

"If you'd just tell me, or grandpa, what it's about we might-"

"-not be able to help me!" Ben finished for her stubbornly. "Even I can't help me, what makes you think that _you_ can?" He was trying to stall going to sleep as much as possible. Who did that voice belong to? Why was he supposed to know? It was on the tip of his tongue. To suppress cursing he clenched his fist, and then, the lights went out.

"What was that?" Gwen asked, sidetracked. She stood up and took a look at the fuse box.

"Upgrade, I think," Ben grinned and unclenched his fist causing a current to flow from one hand to the other.

"It's fried," she said flatly and shut it again. She turned back to her cousin who was playing with sparks in front of his face. "I'm not sure if this is a good thing or not."

"_I _think it's a good thing," Ben replied as Gwen searched in a cupboard for a candle. "Why's that not enough?"

"You're judgement is twisted," his cousin replied simply as she placed a candle stick on the table and went to look for matches.

"Wait!" Ben rocked forward in his chair. Gwen turned to watch him curiously. She had a good feeling she knew what he was going to do, or try to do. He held a hand before his face and flexed his fingers. A plume of fire flared from the palm of his hand and lit the RV enough to not need a candle. Ben stared at it in recognition. He'd seen this before? He waved the hand over the wick and lit the candle and then shook his hand to put the flame out but it wouldn't work.

"Doofus, that won't put it out. The-"

"-oxygen feeds the flame. I know. But I hoped that the consistency of the air molecules might have been enough to snuff it out. Apparently not." Gwen raised an eyebrow.

"Since when do you talk like that? Isn't that my job?" Ben laughed.

"Not when I have a helping hand from grey matter." Ben went over to the sink and turned the tap with his free hand before submerging the flames under the water in a hiss of steam.

"I think a match would have been easier," Gwen stated as she watched Ben struggle to put the whole flame out.

"But no where near as fun," he laughed and turned the tap off when he'd finished.

"Grandpa wouldn't think so." Gwen breathed out slowly and leaned on her hand in a way that showed she was bored. Ben sat down again so heavily that he shook the vehicle.

"What do you do if you can't remember something?" Ben asked curiously and glanced at his cousin to try and catch her reaction. She sighed tiredly.

"Try to forget it."


	4. Living it Large

**Thanks for the reviews (for those who bothered), and I thanks to the anonymous readers too but not as much. **

* * *

It had been a while since Ben had last had one of his nightmares. It was also time for his week off to come to an end, but rather than being aloof to the idea of fighting crime as he was, he was quite looking forward to it!

"I need a new outfit!" he announced suddenly as the family were buying ice creams at a stall near camp. "And a new name!"

"What, like 'super dweeb'?" she laughed even though it really wasn't all that funny, but annoying enough for Ben to grab her ice cream and melt it over her hand. "Ben!"

"What have I told you about doing that in public!" Max scolded though he couldn't help but find their bickering quite humorous to watch sometimes.

"Sorry grandpa," Ben replied and sneered at his cousin, obviously not sorry at all.

"It's not me you should be saying sorry to," Max replied, glancing between his two grandkids. Ben ignored that and the three carried on walking. Max glanced down at the dark haired boy. Ben didn't seem all that phased at the thought of catching criminals in his human state. As much as his new powers were effective that didn't mean he was invincible. "Ben?" he stopped walking and waited for Ben to stop as well. "If you have anything else you'd like to tell us about what's happened with the omnitrix we need to know now before you go wandering off on your own."

"Nothing's happened for over a week now," Ben sidetracked but Max caught him before he began to walk off again.

"That's not what I asked," he said seriously. Ben looked him in the eye and then looked away. Max could tell he wouldn't be able to get him to talk about it now so he let him go. As they were about to re-enter the RV a van burst through the hedge on the opposite side of the park and swerved across the picnic area, clearing it on the benches, before skidding through the park gates, knocking them from their hinges, and roaring down the street. A police car was in close pursuit but smoking dangerously through what looked like bullet holes in the hood. Just as Max began to register what was happening Ben was zooming after them with an elated expression plastered on his face.

You couldn't beat this. Ben thought as his entire body pulsed with adrenaline. He'd missed this so much. The unbeatable rush of XLR8's speed experienced in his human body. It was almost too much to handle. If he hadn't gained strength from fourarms he didn't think his body would be able to handle such work. The police car couldn't be missed by its beacon of smoke and it was following the van quite closely. Ben veered between traffic, practically unseen. The cars turned sharply about a corner so Ben, going intangible, cut through the shop and pulled in front of the van, skidding to a risky stop and bringing his fist in sharp contact with the front of the white vehicle causing the body to crumple and ripple backwards in a strong wave of energy with burst the windows outwards. The airbags inside inflated instantly and the driver jolted forward in his seat, knocked unconscious. The police car skidded to a halt on the opposing side of the street and an officer.

The doors at the back of the van burst open and a man, hunched over by the weight of a large black bag he was carrying, snuck out and down an alley. His escape was unnoticed by the police officer hastily pulling the driver out and into the back of his car, but not by Ben Tennyson.

The man was obviously shaken and quite injured from the accident. He was limping badly and glancing about himself as if he'd seen a ghost. Ben watched him from the roof and wondered if he'd actually spotted Ben when he'd come through the wall and in front of the car. It was certainly possible. Ben decided to follow the man rather than stop him straight away. He was still tired from stopping the car. It was progressively getting dark.

The man winded his way through the city, sheltered by dark alleys, and Ben noticed finally that he was headed for the docks to the east. When they reached the waterside Ben was forced to follow on ground level as the amount of buildings was gradually dispersing and it would be very hard to carry on without being spotted. The man's injury was visibly getting worse as the man stumbled every third step and had almost given up on the bag he was dragging alongside him. Ben wondered what was in there. It was an awkward shape and looked very heavy but it was hard to see it properly as it was shrouded in darkness.

The man seemed to stop as he reached the quay and glance out to the sea for a while. Ben could tell he was going to make his way to the end of the pier. The figure pulled his red hat tighter over his head and took some gloves from his pocket and pulled them over his shaking hands. This delay gave Ben enough time to sneak down a staircase next to the pier and try to look for a way to the end. He spotted a slanted beam which lead right up to where the man was headed.

Ben had a bad feeling about this. The man seemed very distressed and Ben was quite scared at how he was acting. He was used to people like that being very confident with what they were doing but this time it was very different.

Cursing ghost freak for not receiving his invisibility, Ben made his way up the pole and climbed up onto the wooden decking above. It took the man a while to spot that there was someone there as he seemed very preoccupied, but when he did he stopped in his tracks and pulled something from his pocket aiming it at Ben steadily. The boy froze.

"Wh-Who's there!" The man shouted as loud as he dared. His voice was shaking badly.

_A gun? _Ben thought with slight panic but didn't let it show. Instead of speaking, Ben took a hesitant step forward and the man pulled the trigger. The boy back stepped when the bullet came in contact with his skin but managed to hold his balance. His pulse rate had increased. The bullet ricocheted off his skin and landed in front of him with a small _plink. _Ben lifted his left arm and inspected it. The bullet had hit his forearm near his wrist but, instead of a weeping wound, his skin had cracked like a window would when his with a rock. He flexed his hand to check the damage. It obeyed his as usual. "Cool," he exclaimed and smiled at his discovery.

The man ahead began to stumble backwards in fear as Ben walked toward him. He shot the gun a few more times but Ben wasn't phased. The gun hit the deck as he made a break for it but Ben sped towards him and, ceasing his collar, hung him over the water threateningly. He could smell the RV approaching.

Ben threw the man to the floor, who had given up trying to run, and turned to the bag. He knew he shouldn't look in it but he wanted to know. Curiosity getting the better of him he made his way towards the sack and inspected it. It was made out of a waterproof fibre, about the same size as him, with a zip down the front and a lock on the zip so it couldn't be opened without a key. Ben reached down and, grabbing the material, broke the lock off the zip. He was about to open it when the man began to chuckle behind him. His laugh was more of a hiss, it made Ben's blood run cold.

"You don't want to open that…" he laughed eerily. Ben was starting to think that he really didn't. "She struggled quite a bit." Ben's eyes widened and he looked back at the bag. He gasped and jumped backward suddenly able to make out the shape of a face through the material. His stomach lurched but nothing came up. The man laughed again, louder, masked in madness. "It took ten bullets to kill that bitch." Tears were streaming down his face. Suddenly he closed his eyes and threw himself backwards into the water. Ben was crawled towards the edge and dived in after him, determined not to experience another death that night.

He followed the man down to the sea bed. The water was cold but, thanks to ripjaws, it didn't matter how long he stayed down there as long as it was under half an hour. He remembered the experiment he'd had in the bath. By the time he'd pulled his head out his skin had gone all white and soft. Gwen and Max had really laughed at that. Ben really wished that they were here now. He grabbed the man's hand and began to swim back to the surface but he was too heavy so he grabbed hold of the bank and began climbing up the mud and rock, dragging the criminal behind him. He spotted something out of the corner of his eye.

234323432343234323432343234323432343234323432343234323432343234323432

It was dark again. No light what so ever. He couldn't see his hand if he waved it in front of his face. If he closed his eyes he could almost imagine that he wasn't there. Nonexistent.

An image flashed through his head. The girl's face visible through the corduroy. His breathing quickened as he tried to back away from them, from the girl. The image wouldn't leave his mind. Why did he want to see so badly, what was in the sack? He was too curious. Perhaps he'd thought it was money, money he could steal. He shook his head. He wasn't like that, a thief. But he couldn't deny the truth. He'd wanted it to be full of money and he'd wanted to take some of it, enough to not be missed.

He tripped over a ridge in the floor and fell to his knees. He was in _this _place again. He stood up again. An image ran through his head again, trying to run away but shot, ten times in the head. He doubled over and vomited onto the floor. Why had he looked?

Had someone rescued him? He wanted the figure to return. He wanted to see them now. He wanted to stop these images.

The flame flickered.

A feeling of dread washed over him. He reached forward but his hands met cold brick. He clung onto it as if it were the soft fabric he'd been expecting. He fell to his knees wearily. He went to lie on the floor when a hand pushed his shoulder up against the wall roughly. His stomach stirred. "Wh-" a finger was pushed to his lips roughly.

"How many times do I have to tell you to be quiet!" the boy jeered. Ben struggled. "What's wrong, Benny?" the boy sneered mockingly in fake pity. Ben froze in recognition of the nickname. "You look like you've seen a ghost." Ben went to speak, perhaps because he preferred any sort of physical contact rather than none at all.

"What-" This time a hand clamped over his mouth and pushed his head violently against the wall.

"Y'know, sometimes I think you're just aching to push me!" he hissed into Ben's ear. Ben closed his eyes and tilted his head away expecting the worse…


	5. Wide Awake

**Once again thanks for your support and flattery. I'll be sure to continue whether it be tomorrow or ... next year.**

* * *

Someone had their arms wrapped tightly around his chest. Ben coughed violently into their shoulder, unable to hold in then vomit that followed.

"Eew, gross!" He heard Gwen's voice next to his ear complain. He pushed himself free and fell backwards against the floor breathing heavily and coughing water and puke from his lungs. He shivered in his soaked clothes and tried to get to his feet. The ghastly black bag came into view and he turned away and vomited again.

He realised as he watched it run between the boards and into the sea that it was mostly water. He must have passed out in the water when the man had hit him across the head and been pulled out by Gwen or Max. He felt somewhat disappointed to find that all that had happened in that place was just another of his nightmares. He had a feeling that they would start up again now.

"What-" he froze before realising that he could talk freely now. He hung his head and coughed again. "What happened to the-" Gwen pulled him to his feet and held his shoulders to steady him.

"Grandpa's gone after him in the RV." Ben felt his stomach twist as he caught sight of the bag once more. He started to drag Gwen away from the pier as she tried to stop him from walking. "Hold it!" she ordered but he didn't listen.

"We've gotta get out of here," he replied, panicked. "Gotta get away…" Gwen kicked the back of his knees gently so he fell to the floor.

"What's wrong with you?" Ben looked over his shoulder and pointed to the black lump.

"Th-the bag…" he stammered. Gwen turned around and spotted it before turning back.

"What? You want me to go get it?" she started towards it but Ben grabbed her arm instantly.

"No!" Gwen looked at him in confusion. "There- there's a…" he gulped. "…body."

Gwen was starting to look worried. "What are you on about?"

"In the bag." Ben was beginning to get impatient with her. Was it that hard to understand. It seemed quite clear to him.

"No, it's full of money." Gwen replied slowly and crouched down holding a hand to Ben's forehead. He swatted it away.

"The man said that there was a girl in there," he insisted. Gwen shook her head.

"There was a robbery," she assured him. When she went to get the bag Ben didn't stop her. She dragged it over and cut the bottom open. Bundles of dollar tumbled onto the floor between them. Ben looked at the money in shock.

"But I saw it. He told me."

Gwen considered that for a second. "You were found quite a while away from the where the man had left the water. Maybe you fell in before any of that happened and you were having another one of your nightmares." Ben shook his head.

"My nightmares aren't like that…" he looked to the floor, "but I had one afterwards."

"So it's possible?" Ben urgently snatched the bag from his cousin and examined it a bit more closely. Sure enough a padlock held the zip securely in place.

"I broke this," he said in amazement and pulled it off just as he had earlier.

"In the dream…" Gwen said. He could tell she'd made her mind up and was intent on changing it.

"He dropped a gun over here," Ben persisted but was surprised to find no gun there at all. Gwen looked at him blankly. "And…" Ben lifted his arm and smiled in relief, "he shot me four times." Sure enough, his arm was marked with a network of cracks. Gwen wandered over and looked at them.

"That looks bad," she said worriedly. Ben shook his head. "When did this happen?"

"I was stood on the end of the pier. Then he went to run away so I caught him and then went to look in the bag."

"So he could have easily knocked you into the water just after he shot you."

"No," Ben insisted stubbornly. "I didn't go anywhere near that spot."

Gwen sighed in exasperation. "So what do _you _think happened?"

Ben thought deeply about that. "I think that when he left the water he grabbed the… other bag and replaced it with that one to disguise the real crime that happened."

"We'd have shown up way before he'd had a chance to do that," Gwen said to end the discussion but Ben kept pushing.

"No you wouldn't. You must have been about twenty-five minutes away. I could smell how close you were."

"And how could you possibly do that?" Gwen was getting annoyed, he could tell, but he needed to tell her, to convince her.

"Have _you _ever had a super sense of smell? How would you know?" He folded his arms and turned away sulkily.

"Wow, that's mature," she huffed. "How do we know these thing? Isn't that the whole point of science?" After a while Ben turned round again.

"I'm serious," he said simply. Gwen's expression softened. She did see the logic in it all.

"We won't rule it out as a possibility."

234323432343234323432343234323432343234323432343234323432343234323432

Ben was getting bored. He was sat on the toilet thinking of the day's events. He didn't even need to go. He could hear Gwen snoring politely (if that's possible) from her bed. He didn't want to go to sleep. He'd spent the last hour trying to manipulate his skin like diamondhead to heal the rather odd looking 'wounds' on his arm and shoulder. Nothing he did seemed to work. He'd even tried melting it smooth using heatblast but all he managed to do then was set fire to the curtains.

He went through the aliens in his head and what he'd received from each of them. Fourarm's super strength (he was surprised to find that he hadn't really taken advantage of that yet), wildmutt's sense of smell, upgrade's ability to manipulate electricity, ripjaw's ability to breath underwater (strangely enough he'd checked for gills but hadn't found any), ghostfreak's intangibility, XLR8's speed, greymatter's smarts, heatblast's fire, diamondhead's diamond hard skin and stinkfly's… stink.

His thoughts wondered back to the gills idea. Perhaps they only appeared when he was underwater. He turned on the tap to fill the bath. He waited until it was full enough before dunking his head underwater. He breathed out but made sure not to breath any water in. If his lung's filled none of the alien's could help him. He waited a while and then brought his hand's to his neck. His fingers came into contact with a row of skin flaps. He pulled his head out of the water and gasped in horror. The idea of gills sounded cool until that moment.

He shook the water out of his hair and went over to the mirror. The skin was smooth once again. He tried to calm himself before taking a closer look. When he did he had to really look to notice anything, but sure enough there were grooves in his neck where the skin could open. He sat back on the toilet seat finally coming to the conclusion that he preferred turning into the different aliens to get their powers. It was one thing being a part time hero, but the thought of not having any way of escaping from that duty made him feel sick.

He could feel a panic rising in his stomach. What if he couldn't reverse this? He needed to tell Max everything. He stood up and left the bathroom in a hurry. He ran to the driver's seat to find Max but found that it was empty. He frowned before realising it was set to auto pilot. He took a deep breath to calm himself down and walked over to his bed. He glanced at Max but the strength of his wanting to tell him had gone. He turned away and climbed into his bed half hoping for a normal night. Unfortunately, hoping wasn't enough.

234323432343234323432343234323432343234323432343234323432343234323432

Ben could feel the wind in his hair. It was a strong wind. He felt like he was somewhere different and yet the feeling of someone else's presence was obvious. It was still dark, very dark. He went to take a step forward and managed to withdraw his foot in time when he realised that there was nothing to step onto. Where was he?

He recognised the sound of running water. It wasn't a weak brook though, it was the sound of a strong river running against supports far below him. It bubbled threateningly. Ben crouched down and felt the floor about him. He was stood on a thick wire mesh which sloped before and behind him narrowly. He headed carefully down the slope wanting to reach the ground as soon as possible but voices stopped him. He turned back and froze to listen. There were shouts of anger and the shout of a battle.

Ben hesitantly turned around and headed upwards towards the fight. He reached level ground after a short while. Not sure what to do next, he stood and waited. Something large crashed into a pile of objects causing a series of sounds which sounded like they were made by big boxes and empty barrels. He backed away as the thing approached him. Obviously not human, the alien backed him up against the edge of the scaffolding which opened out to a large drop to the water below.

"You're not worth it," The words were his own but it wasn't his voice. "You were never worth it." He fell off the edge as four strong arms pushed him backwards.

He was suddenly somewhere else. It was that place again. The flame flickering on and off at the click of the finger and thumb. Something glinted every time the spark flashed. Ben walked towards the figure. It was coming back now. He was underground on a two way railway line. He placed a hand on the switch as he passed it.

"Do you remember yet?" The boy asked with humour. "Do you remember the _freak?__"_The light illuminated his face for a second and Ben woke up.

"Kevin!" he shouted, sitting up so fast in his bed that both his arms and neck clicked.


	6. Mix and match

**Be ready for a long chapter. I've had this one finished for a while now but my memory stick's gone missing so I've had to use a good old CD. **

* * *

The air was silent save for his violent intakes of breath. He gasped trying to use the air to clear his head. If it was Kevin who'd been haunting him all this time then… did that mean that Kevin had something to do with the omnitrix's malfunction?

His eyes widened. It was true that it had been playing up ever since the fateful day that he met the boy in the arcade. Ben thought about it more seriously. If the power of the omnitrix had backfired on Kevin that day atop of the bridge then it was highly likely that something would happen to the omnitrix too.

The same sort of thing that had happened to Kevin!

Ben's heart stopped as he leapt off of his bed and stumbled into the bathroom on his weary legs. He could feel it now as he ran. Something was wrong that he hadn't noticed, something serious. He stood in front of the mirror in the darkness, hunched over the sink, and waited until he caught his breath.

He lifted his head slowly. His eyes met his own green ones which glowed deeply, almost dangerously. They widened instantly and the challenging stare reflected back at him twisted into a look of uneasiness. He could almost smell his own anxiety. His silhouette looked normal, he didn't really know what he'd expected. He flicked the light switch.

Gwen woke with a start to the sound of Ben's alarmed scream echoing throughout the RV from the bathroom. She sat up hurriedly and left her bed to see what the problem was. _I sure hope he hasn__'__t had another serious nightmare. _She was stopped in her tracks. Ben was stood in front of her in the dark. His head was ducked so she couldn't see his eyes.

"Ben?" she asked almost fearfully as he reached towards the light switch.

"What the hell…?" Max exclaimed groggily as Gwen's high pitched screech followed so soon after Ben's. He got up slowly, not thinking anything serious of the incident, and went to see what the commotion was about.

He found Gwen cringing away from the hideous sight before her. Max's eyes followed her terrified stare to his grandson. "My God…" was all he could utter when his eyes fell on the boy's face. He was reminded instantly of wildmutt. Orange fur had grown quite thickly down the front of his neck up to his chin and down the bridge of his nose. His lower lip was tinted abnormally black and it bulged slightly where his teeth had taken in a mild resemblance to ripjaw's as had the strange looking antenna that had half sprouted from his forehead. His exposed neck showed deep grooves that looked remarkably like gills. His body looked very human but his clothes may have hidden the most of the damage. "Just what's going on Ben!?"

Ben was too shaken up to be stirred by Max's furious tone. He lifted his left hand before his face. The strained tendons were barely visible through the thick fur. His nails had been replaced with the long black claws of wildmutt. He felt his knees shake uncontrollably but he managed to stay standing. Backing away from his relative's scrutinising faces he decided to speak.

"I d-don't know…" he mumbled in reply to his grandpa's previous question. He still hadn't sorted it all out in his head. The reasons and explanations. They seemed so pointless in his current position.

"Just what the hell is going on!?" Max demanded more forcefully while cautiously approaching the mutated boy.

"I DON'T KNOW!!" Ben yelled and ran out of the RV. Gwen looked at Max warily as he hung his head in regret.

234323432343234323432343234323432343234323432343234323432343234323432

He had no idea what to do or where to go. All he knew was that he didn't want to be near Max or Gwen. While he was running he felt his wrist with the omnitrix sting again. He didn't want to look at it. He just kept running. His eyes stung as he finally let the tears run down his face.

Under a railway bridge he fell against a wall and sank down it slowly. He didn't know what to do. "This is so _stupid!__"_He hissed through sobs.

He looked at his hand again. It reminded him so much of that time with Kevin. He didn't want to remember. He bit his lip so intensely that the bitter taste of blood tainted his mouth and dropped the hand uselessly to the ground; out of his sight. He had to find Kevin. It annoyed him so much but he knew he had to. He had to find the backstabbing freak who he'd once called a 'partner'. His heart sank at the thought of seeing the mutant again. But what annoyed him most was the fact that…

Kevin hadn't cried.

234323432343234323432343234323432343234323432343234323432343234323432

Ben blinked his eyes open in a daze. The sky was darker than when he'd sat down. He realised that he must have dozed off. Something was different again. He shifted awkwardly on the gravel and rose to his feet. The moment he did so he fell back to the ground with a soft thud.

"What the hell?!" he cursed and gripped onto the dirty concrete wall in attempt to support himself as he tried again… and then he knew what was wrong. He stepped out of his useless shoes and steadied himself on the familiar yet awkward legs of XLR8. He tried not to look at his right arm which kept harmlessly bending in funny directions as he pushed himself away from the wall on his wheels.

"And I though things couldn't get any weirder," he huffed vacantly, waving his arms to steady himself until he rolled to a stop. The thought of having to meet up with Kevin again blew away all panicked thoughts of what was happening to his body. He hoped, with all his heart, that Kevin could help change him back, whether by free will or, most likely, by force.

The last time he'd seen Kevin he'd mutated and fallen into the river and supposedly drowned. Ben had hoped up until now that he _had _drowned but he somehow _knew _that the alien was still alive, which now came as a relief, in some respects, rather than a fear. As much as Ben hated to admit it but Kevin was his only hope.

"I've got no chance," Ben muttered dismally. He looked sickly down at his body. One arm was decidedly that of upgrade's and the other was very muscular, like all of fourarm's arms had been combined into one. _I must look ridiculous. I dread to think what damage is done to my face. _He thought bitterly and clenched his fist so tightly that his limb began to ache. He could feel the sheer power of it just in that one action. He couldn't help but grin. "I wish I'd had this as an icon on the watch," he smirked, eyeing the limb up and down arrogantly. _Perhaps this isn__'__t so bad after all._

Fortunately the street he was on was quite barren. Only few people walked past and none of them had yet looked in his direction. A certain gang of kids on the opposite side of the road caught his eye. He smiled maliciously.

"That old hag wouldn't give me any money!" one bald boy dressed in tatty clothes with a lip ring complained to the gang. "So I ain't got any to spend in the arcade."

"That's too bad," one with wacky green and black hair mocked. "Looks like we're gonna have to go without you-" his collar was seized impatiently.

"You don't go anywhere without my say so!" The boy threatened. The two boys beside them shrunk away from the shadow that was closing in on them and began to stutter like mad men. The others turned to see what was the problem. The group shouted in alarm and went to run away but the four were caught before they could get very far.

"And _you _don't go anywhere without _my _say so!" Ben grinned. He backed the boys up against a wall and hung over them in a daunting manor.

"K-Kevin…" the bald one said familiarly in a suck up voice that made Ben's stomach turn. But then, just the memories that this boy brought to his mind were enough to unsettle him. Ben leaned closer to him. He inwardly grimaced at the feeling of a vein pulsing strongly in his neck desperately trying to distribute blood around the abnormally powerful limb he'd developed. This only seemed to cause the boys more distress. He felt an extra eye open below his right one, his body taking on more and more of fourarm's characteristics. He bared his large teeth. Baldy shrieked in terror. "What?" he asked innocently, the feeling of power making him dizzy with delight. "You're not going to wet yourself are you?" He laughed but the kid only seemed to pay heed to his tone of voice rather then his words.

"I didn't expect you to be here…" was all he could think to say. Ben seized this chance to gain information.

"Oh? Where would you expect to find me then?" The question was so simple but this retard took so long to answer it made Ben wonder whether they were really worth his time. When his question was finally answered, it was the black and green haired kid who replied.

"W-Well we gave you our hangout… what else do you want?" Ben suddenly seemed to notice the fear on their faces then for the first time. He backed off a bit and turned around to leave. He couldn't help but chuckle at the thought of Kevin's face if he found out that his brutal reputation wasn't being lived up to…

…Even though he had a feeling that one of them had shat their pants.

234323432343234323432343234323432343234323432343234323432343234323432

The bridge was packed with traffic and Ben found it particularly hard to get underneath it without being seen. One woman had caught sight of him and fled across the busy road nearly getting hit by two oncoming vehicles but, much to Ben's relief, had made it safely to the other side and disappeared from sight. He just hoped that no police showed up again. He could barely imagine the mood Max would be in if he pulled another stunt like the one he had with Kevin. Sometimes he wasn't quite sure if he would ever be forgiven for that incident. He really hated Kevin for that.

He cursed loudly when he finally got to Kevin's 'new hangout'. It obviously hadn't been occupied for a long while. There was still scaffolding around the columns that had been recklessly knocked down in his and Kevin's brawl.

Ben made sure to thoroughly check the area before he left. He had no clue as to where Kevin would be… except one.

234323432343234323432343234323432343234323432343234323432343234323432

A chill ran down his spine as he entered the familiar tunnel that had haunted his dreams for the last week or so. He felt quite nauseous making his way through the dank atmosphere looking for someone he didn't particularly want to find. He jumped abruptly as his face itched and his vision twisted unexpectedly. He stopped and brought a hand to his face. The fur hadn't spread any further but one of his eyes had bulged in resemblance to greymatter's. He cursed the fact that he was starting to look more and more like Kevin.

He hadn't noticed before but greymatter's eyes were much more tolerant of dark places than the other aliens, excluding ghostfreak. He could still barely make out the rungs of the train track in the pitch black. He froze. A flame flickered for only a second before going out. Ben's heart beat faster. It was so much more real when he could taste the moisture in the air and feel the cold breeze on his skin as well as catch the slightest silhouette of whoever the light was coming from.

Ben's stance changed the instant that laughter burst throughout the tunnel. He felt frozen inside and out. That insane mirth froze him. The flame came and went again as the hysterical laughter showed no sign of stopping. It drilled into his brain as if it were made of solid matter. And then came the silence.

It was so much like his dream that the situation was almost surreal. The flame came and went, but Ben was sure he'd heard the flint click and the unmistakable stench of burning fuel. The flame lit again but this time it didn't go out. It illuminated nothing for Ben, but for the other it was a different matter. He stood still as the light inspected him briefly before burning out. Then it spoke.

"You should see yourself, Ben!" the voice mocked with personal humour though Ben didn't find it very funny at all. "Looks like I'm not the only freak about this place." He laughed again, but more controlled than before. Ben backed off as he was approached fearlessly. He gasped when the other reached the light. Kevin smirked arrogantly, "What? You expecting someone else?"

It was definitely Kevin, but he wasn't a mix-and-match mutation of the omnitrix aliens, he was human! Although he wasn't as strong, he always seemed more powerful in his human form, more threatening. It was like he could control anything.

As Ben didn't make a move to talk, the black haired boy continued. "I had a feeling you'd come and find me," he grinned. "Ever since I returned to this form." He finished off bitterly and yet there was a hint of respite in his voice.

"I-I need you're help," Ben said hesitantly. He thought he'd have a go at being civil seeing as Kevin wasn't posing an immediate threat.

"I noticed," his eyes narrowed dangerously, like they had when Ben had first threatened him in this exact same spot. "But why should I help you!" It wasn't even a question, it was an outright rejection.

"Look at me! If you don't help me then I'm stuck like this!" Kevin was unfazed by Ben's panicked words. "Are you really that heartless?"

"Maybe I am," Kevin spat coldly, "but I'm no worse than you." He went to turn away. Ben was frozen by his words. It was true that he hadn't tried to help him, just insulted him and fought with him, only driven by his grudge, but he had good reason to do that! Kevin wasn't a moral person. His gaze on the boy's back darkened. And it was his job to get rid of immoral people like him.

Ben grabbed the boy's shirt and shoved him against the wall, lifting him off of his feet. "You're gonna help me," he said warningly, "even if I have to _make _you." Kevin smirked and rested his arms comfortably on Ben's forearms as if this was the most natural thing in the world.

"You can't _make _me do anything, Benny," he laughed seriously, "I'm the one in control around here." He dug his nails into Ben's skin and sent a pulse of electricity through his muscles. They seized up instantly and the teen dropped heavily on his feet. Ben still felt intimidated by him even though he was about a head shorter than him.

"You've got the power to kill me now," Kevin said simply though his words weren't playing with humour anymore, "but you won't. That's what I hate about you." He watched Ben's face for a while and then turned away when he was given no response. "I saw a chance with you."

Ben felt a pang in his chest then. Had Kevin really looked to him for salvation? He felt weak at the thought of it. This corrupted boy had no where to go, no one to find, nothing to live for. Ben's heart was heavy with pity, as much as he hated it. Perhaps he had a heart after all. Ben had tried to help him so many times before but he'd been brutally refused. Perhaps if he reached out to him now, he'd listen.

"You can help me and… I can help you." Kevin whirled round.

"I don't need you're help!" he shouted forcefully. Ben was taken aback by the explosion. Kevin scanned him sourly. "At least you still have some of your face," was all he said before turning away and leaving Ben to try and clear out the doubts in his mind.

Was he offering his help out of compassion or was it his own selfishness?

2343-5480-2343-5480-2343-5480-2343-5480-2343-5480-2343-5480-2343-5480

**I had a previously written alternative as to how Ben's mutation took place:**

"**Time to go hero," Ben said seriously and did the most daring thing he'd ever done in his life. He turned the dial and slammed the face down as quickly as he could, closing his eyes as if it would mask any sort of fear he felt. The omnitrix tightened around his wrist, constricting any blood to his hand. His eyes snapped open and a heart stopping scream of agony ripped the tense air around him. He felt his lower jaw swell as ripjaws burst free from beneath his skin and the veins up his arm throb under pressure as if ready to explode. He fell to his knees and gargled on the blood that wept from his gums. His entire body felt as though it was freezing over. His flesh crawled as he writhed on the floor sobbing and shouting.**

"**BEN!!" Gwen sobbed in desperation as she realised what was happening and stood and watched in horror. All she wanted to do was run up to comfort her cousin but the overpowering dread in the pit of her stomach froze every muscle in her body.**

**I scrapped this idea because it seemed way too dramatic. Many chapters afterwards would have had to have been a lot more serious and solely on healing Ben which wouldn't have worked very well (especially as I wanted to reintroduce Kevin sooner rather than later). Isn't that the only downside of a good ol'fashion fight? Having to heal again afterwards. I wanted to make the chain of events more consecutive. And so this idea remained in my notes document never to appear in the story which seemed a shame, so I added it here as an extra bonus. Keep reading!**


	7. Exchange of Anger

**It's been just over a year since I last updated right? Hmmm, I can't really excuse myself for that. I'm pretty much halfway through the next chapter as well so don't give up on me yet loyal reviewers.**

* * *

Ben leapt heavily across the roof beams, landing quietly with considerable effort. His thoughts wondered to his grandpa and his snobbish cousin. Always trying so hard to understand. Maybe a little too hard. It was unfair of him to think it but they were suffocating him with concern and suspicion. Hero work was his only escape from their random interrogations. It was difficult to puzzle over what to do next with them nagging him every time they saw him. It also dissuaded him from telling them the truth.

He refused to let his thoughts wonder to Kevin and searched for something to distract him from doing just that. The more he thought about him, the more he kept changing his mind. Was he evil and unable to change? Was he just misunderstood? Could Ben possibly change who he is? Or was Kevin capable of changing him? Why was he thinking about this when he'd been repeatedly telling himself not to?

Movement below him finally distracted him. A group of gunmen on patrol by the look of them. Black uniforms and large revolvers. "We've lost them. Keep circling the building until backup arrives." Ben sighed in relief. _They__'__re on my side then, as long as they don__'__t spot me. _He climbed higher up the warehouse girders until he found a way onto the roof. The building was large but not tall so he didn't have a very good view of the surrounding area.

He looked to the taller building beside him and thought bitterly about his lack of stinkfly's wings. No matter how much more he'd look like Kevin with them, flight was obviously stinkfly's most advantageous trait. He took a running jump and crashed into the wall opposite, claws and nails crumbling brick so that he had something to grip onto. A few metres below another group of gunmen were talking. Ben swung his head back silently to listen in on them. Maybe he could gain information from them.

"Yes, sir!" The man leading the group saluted his superior hastily. "The suspect is toting some sort of stun gun." Ben crawled closer down the wall. _A stun gun__…_

The superior paused for a moment. "No fire arm?" He asked simply.

"No sir. But he caught one of our units by surprise with a powerful stun gun." Their Sergeant nodded.

"And what was stolen?"

"We're led to believe that they hacked into the systems and withdrew over ten thousand-"

_CRASH!!!_"Ow!" Ben groaned and rubbed his shoulder. He shifted his gaze to the men before him who's gazes had settled. Six guns were aimed in his direction. He gulped. Bad move.

"W-What is that thing?" One of the units asked his leader.

"Another one of those alien villains!" Their sergeant spat and lifted an arm to shoot on his command. Ben twisted uncomfortably in the crates he'd landed on and broken. Brick rubble rolled off him.

"N-no you don't get it!" Ben tried to reason. The men backed away. "I'm a good guy!"

"Yeah, sure you are," his arm was lowered and triggers were pulled.

234323432343234323432343234323432343234323432343234323432343234323432

"Where are we going grandpa?" Gwen asked the driver. He wasn't quick to reply due to the large throngs of traffic he had trouble dodging. "Aren't we backing Ben up?"

"Of course we are!" Max replied impatiently. "But not in the way he thinks."

"What do you mean?" She was sure that Max would never fail to back his grandson up during an _armed_ robbery. "How are we going to help him? He won't let us help him with anything?" She said it with a tinge of resentment. Her relative felt it too.

"I know," he turned back to the wheel. Gwen recognised where they were, barely. "I kept a few minor details from him about the robbery. It's reported that there was only one suspect, so he doesn't really need our help with that…

…so we're going to find out where he went yesterday."

234323432343234323432343234323432343234323432343234323432343234323432

Ben hit the ground as a chorus of bangs surrounded him. On reload he was on his feet and clumsily skating away from them. If he took to the roofs once more he'd be out of sight as long as they didn't spot him climb to them, as well as giving him a beneficial scouting position. Unfortunately he wasn't moving very fast despite XLR8's legs. His body was just too cumbersome to move quickly.

A backup group came to surround him but he ploughed through them. Managing to slip into a small ally he crept quietly up the gutters and up three storeys onto the flat roof. From this height he could see the positions of almost five groups of guards. Most of them were heading in the same direction. Ben followed them north of the bank.

Only minutes had passed before he overtook the gunmen. The men had all gathered in one position. They're pursuit had ended. Ben neared the group and heard voices. Loud demanding voices. Orders to raise their hands. The figure came into view in the shadows, surrounded by men and guns.

"Put your hands in the air and drop the weapon!" A gun was loaded in warning. _A stun gun__…_Ben replayed in his head, straining to see the suspect backed up against the wall.

"But what if I'm not holding a weapon…?" a voice sneered. Ben's eyes widened. _That almost sounds like- _A shock of electricity split the shadows and the cornered boy broke free. His dark hair and pale skin could only belong to one person.

Ben watched from above. He didn't want to move. He didn't want to face him again. This sudden thought angered him. _I am not scared of him! _He leapt to a lower roof with a ground shaking thud. Kevin electrified another group ahead of him but then he stopped. He'd run out of juice.

Ben watched as he glanced around every corner he passed looking for a power pack. Ben glanced down. He was standing just above one and Kevin was heading in the opposite direction. He smirked. No doubt he was going to get caught whether Ben joined in or not. He obviously hadn't planned this out very well.

He watched carefully. Kevin didn't look anxious though he glanced back after every lane he'd searched. The men moving along the ground weren't falling behind but they weren't catching up either. A man in uniform stood in a large area of open ground and lifted an arm. But there were no gunmen in range to see him. Unless…

Ben shifted his gaze to the surrounding roofs just as the arm began to descend. It was more out of impulse than anything and the word just burst out of his mouth from a painful rush of blood.

"Kevin!" The boy turned in his direction briefly as he launched himself from the roof to aid his rival. The snipers on the roof were caught briefly in the moment and hesitated their fire. Ben took the chance to coax the thief out of the lime-light.

"This way!" he ordered urgently, turned and ran. Kevin hesitated. The mutant's back was exposed to him again, his moral and aggressive side turned away and the guilt an pity showing through. Is that what this was? Guilt and pity. Or was it the fear of witnessing death? He shrugged his shoulders. As long as it saved his ass should he even care?

He followed his ally enemy a while back from where he'd come until Ben came to a stop and lent a gesture towards the wall. Kevin's face harboured a greedy smile when he saw it was an electricity box and turned to Ben with malicious humour. "You helping me avoid justice or something?" he laughed. Ben sneered inwardly. Yet he couldn't think of anything to respond with. He was right after all.

Kevin laughed again at his lack of reply. "How good of you, _hero.__"_His sarcasm on his last word was enough to rouse anger within Ben. Kevin's shirt was caught hastily as he went to reach for more fuel. Ben immediately regretted it.

"I wouldn't do that if I were you," he warned. Ben felt the darkness around him close in. His hand released the other's collar as if possessed by fear. Ben watched closely as Kevin 'energized' himself. His dark charisma seemed to have increased tenfold when he turned around again, the faint blue glow in his eyes almost demonic as it slowly faded away.

With Ben's lack of response Kevin was encouraged to continue teasing. "If you help me out I'll even give you a cut of the cash." He laughed in mock even though the mutant in front of him was trembling with anger.

"I don't plan on letting you make off with that you know!" he replied forcefully, though no matter how he said it Kevin didn't take him seriously.

"Then how about, if you help me out…" he paused a moment in false thought even though Ben knew perfectly well he already knew what he was going to say, "…I'll tell you a little secret?" His arrogant smirk spoke something else. Kevin held out a hand and Ben felt sick all of a sudden. That same hand he'd shook in hope of understanding and freedom. That hand was willing to kill innocent people for greed. A hand with hidden claws that would sink in if you got too close. A hand which held strings that took control when cast out in such a way.

But Ben could never fight his curiosity after all. What was better than learning a secret? His own paw hovered above the pallid skin as Kevin's eyes flashed with victory.

"There they are!" The voice turned both their heads and the moment of decision had come and gone. Once more Ben was threatened by guns. It was daunting even though it had happened before. But even now, after he'd been purposefully angered by the boy, he still felt the need to protect Kevin. "Drop any items and weapons and don't move."

"So what do you say?" Ben looked down at the floor. He could easily escape and leave Kevin to the police. He looked down at his hands in grief. But what use would he be to him then? _I__'__m just being as selfish as him, _he told himself angrily. _But I have better reason to be. _

The bullets were caught midair by static charge and fell to the ground. Kevin was running and then so was Ben. Where they were going Ben wasn't sure but he somehow trusted Kevin not to get them killed. Whenever a pedestrian got in their way Kevin would be the one to shock them and then the burly mutant behind would apologise heartily.

"Are we safe?" Kevin asked suddenly. They'd been running for a few minutes and Ben had begun to wear out. "I said are we being followed?" Kevin continued impatiently. Ben glanced behind them and realise that they were both unexpectedly alone in the dark winding alleys.

"No." He felt the need to stop as Kevin did. He watched the boy regain his breath from a distance, not wanting to be approached by an ambiguous hand once more.

The bag of loot was swung heavily over a black clad shoulder. Kevin turned around and went to walk away. "Where are you going?" Ben demanded but the boy didn't turn. "Hey!"

Kevin stopped as his path was blocked. Talking was impossible to avoid. He threw his arm out in emphasis, "So why'd you help me, Ben? What do you expect me to help you too?" He pointed a finger in accusation. "Well you can forget it!" Ben was taken aback by his upfront response. "And you suck at using your powers."

"What?!" Ben bristled at the inappropriate insult. "What's that got to do with it?" He had the sudden feeling that he was being mislead. "And anyway, we had a deal!"

Kevin lowered his voice. "Yeah, we did." Ben gulped almost audibly. Maybe that was the wrong way to put it. He wasn't trying to anger anyone. Kevin smirked unexpectedly. "I came all the way down here just to see you!"


	8. Nobody's Innocent

**Okay. So I haven't updated in a while and I have now, so read, enjoy and if you enjoy review. Heck, if you don't enjoy review. I'd prefer that to no reviews at all. Sorry about the repetitive deja-vous at the bottom, but it was a necessary recollection point in the plot. **

* * *

"What?" Ben didn't know how else to reply to such a confession. His blood pressure rose. What was Kevin's ultimate goal? No doubt it was some sort of revenge. But what sort? Maybe the omnitirix's malfunction resulted from something he did. Kevin smiled at him almost chastely. Ben gritted his teeth. And he acted so innocent!

"Why'd you take the money then?" he hissed in attempt to win the word feud. Kevin pulled the bag from his shoulder. He reached inside and pulled out a bunch of notes held together by elastic bands.

He fanned them in front of his nose and Ben caught the crisp scent. "You jealous?" he chuckled and released the bag. Ben watched as the thick bundles of twenty dollar bills tumbled into the mud and dirt. The surreal scene caught him for a moment. He'd never seen so much money before.

The snap of elastic bands distracted him. He watched as Kevin threw the bundle he was holding towards him. "Take it," he insisted. The notes fluttered about them like petals.

Ben stood in silence and watched them fall into puddles. He wanted more than anything to break the silence between them but nothing he thought of would sound right. Kevin was the first to speak.

"Do you believe me now?" he jeered.

"Why?" Ben asked suspiciously, referring to their chance meeting actually being planned.

"Can't you tell? I'm trying to pay you off," the other joked.

After he'd recovered from the constriction in his throat Ben continued, ignoring the other's taunting comment. "Are you going to change me back?"

"I don't know anything about it," he replied. The notes crinkled miserably beneath his feet as he began to circle Ben. It was unnerving being scrutinised so crudely. "If only you were human right now…" he muttered in mystery.

"Then I wouldn't have to keep asking you would I?" Kevin looked him in the eyes with shady intent. Ben refused to let his gaze go. So did Kevin.

"Are your cousin's the same?" he asked after a brief moment, without humour. Ben's eyes narrowed.

"What?"

"Your eye colour." Ben looked sideways to the floor, forgetting his plan on making Kevin the first to break eye contact.

"Mine are darker," he replied simply. The sociable exchange of question and answer made Ben feel suddenly nostalgic and regretful. "Why don't we just forget about this?" He wasn't quite sure what he meant by that, but Kevin obviously wasn't pleased to hear it. "We could just go back to how we were when we first met." He was begging. "Isn't that what you want-"

"You said I wasn't worth it!" In the echoed hush that followed the film played before his eyes. He'd turned his back to avoid the look in his rival's eyes. He'd caused the angry deformation as a result of humiliation and rage that started their whole mess. '_Nobody's innocent. They just haven't had a chance to make fun of me yet!' _

Kevin approached him slowly but driven by the passion of rage inside him. "Well if you won't except a freak like me as friend," his eyes glowed with furious revenge, "then maybe you'll accept me as something _more…" _

234323432343234323432343234323432343234323432343234323432343234323432

"Do you recognise this place?" Max asked suddenly. They'd been walking along the road in silence for a long time. This was the place were the reports of a 'dangerous mutant' had led them to.

Gwen wondered what Ben was doing right now. Perhaps he was in the middle of the action, chased by the police while trying to do the right thing and catch the villain. Or maybe he'd already caught the villain and was trying to find them right now. Or even he was wondering through alleys, wallowing in self misery. Could he possibly be heading here right now for a reason they were trying to find out?

"He's going to be angry when he can't find us," she muttered more to herself than anyone. Max realised that she was too absorbed in her own thoughts to pay Max's questions much attention.

"It'll be alright. He'll understand." He sounded too sure, Gwen thought. He was distressed by current events so even the smallest disruptions could set him off.

"Do you recognise this place?" he asked again now Gwen seemed more focused.

"Not really." She looked around them and tried to match up the buildings but they triggered nothing in her memory. She looked up at her grandpa. "Why? Do you?"

Max shook his head. "I feel like I've been here before but I can't put a year or season behind it." They approached a large bridge surrounded by dirty roads and buildings. A railway led under it into a dark subway. "I feel it with this bridge. The name, the position. But I can't see why it'd be important to Ben at all."

The bridge stood out against the mass of grey buildings. "It looks like it's had some very recent maintenance," Gwen pointed out. Max nodded.

"And renovations but the bare minimum. It doesn't look like it'll last much longer." Gwen looked at it once more. This place couldn't really have much to do with Ben. Nothing really took place here. Hadn't they just come on a fleeting visit? Just a small stop as they toured around?

"Maybe Ben came here by coincidence," she reasoned. Max shook his head knowingly.

"Somehow I don't think so. He was gone all night. They'd been reports that a creature had been lurking under a bridge not far West from here, no doubt he'd fallen asleep." Max was pointing in the direction of the bridge. Gwen could barely see it peeping through the mass of tall buildings. "And then many sightings have been reported about this area. Some were just chance glimpses and others thought they'd seen him threatening civilians."

Gwen's eyes widened. "But that can't be Ben. Even in the state he is now he'd never do that!" Max nodded to Gwen's relief.

"That's true. It's likely they got the wrong impression but I don't want to take any chances." Max lowered his tone to one of determination and concern.

"Something's going on that he's not telling us, and I'm going to find out what."

234323432343234323432343234323432343234323432343234323432343234323432

The valuable scraps of paper had begun to soak up the grime off the floor. Ben would have thought it was a shame if he'd had the chance. But he had something else on his mind. The enraged boy in front of him was acting strangely, glaring at him with a twisted grin that spoke more than just anger. His eyes were almost alive with the large supply of spare energy he had no way to vent.

_Something more? _Ben thought. What did he mean? In what way could he be more than a friend? His naïve thoughts caught in his throat as Kevin reached a position that now felt uncomfortably close. Even his breaths, which were supposed to come naturally, were angry and forced.

"W-what do you mean?" Ben croaked. His throat dry from the anxiety of what was to come. Kevin's lip turned upward rudely.

"What could I mean?" A hand of claws reached forward towards a dark green eye. Claws intent on sinking in and not letting go. Ben flinched away and backed up two steps. When Kevin didn't follow he turned his back on the anger and malice, directed at the world, and ran.

234323432343234323432343234323432343234323432343234323432343234323432

_It all started with the unpleasant screech of ripping metal as Kevin, in his Diamondhead form, crashed across the high runway. Shaking from his stupor he regarded Ben's next words without humour._

"_You risk all those innocent lives just to get even with me?" The accusations in his voice were apparent. He thought Kevin was crazy, just like the rest of them. A worthless freak like the rest of them._

_He let his malevolence leek through. "Nobodies innocent!" he sneered, his voice vibrating with a hatred that stirred Ben's stomach, "They just haven't had the chance to make fun of me yet!"_

_A threatening hum in the background failed to distract them from each other as Ben fought with fresh anger and Kevin with relentless. Ben threw punches with all his might in the name of protecting the 'innocent' or even just to satisfy an incessant urge inside him which he couldn't explain. He left Kevin no chance to fight back._

_Standing over his old friend, intending on a final blow, Ben was matched as Kevin chose a more suitable form to fight with: heatblast. But Kevin couldn't match Ben's strength for long and the more determined he was to win the more careless he became. It even felt as though he was trying too hard. Too hard to claim a victory. He was knocked into the air and, in a final attempt to win, he soared back as stinkfly before his ferociousness stole away his concentration and he fell back down to earth as a mere boy. _

The wind was fresh on his face, burning with shame and anger and dampened by restrained tears. His memories were as clear as day but also, in other ways, shrouded him in a darkness that deepened that of the night. At the time it seemed their words were only child's play, but now he could see Kevin's desperate attempts at grabbing Ben's attention and holding onto it as long as he could. He could feel how forceful his insults were, he could see something far less trivial than he'd first thought etched into every action he'd done… and in every word exchanged. What he couldn't see was the history that drove such sinister behaviour. What was the trigger for all the anger and hatred? Did it originate from his early childhood? His life before he'd know Ben? Or even the fated day they met in the arcade.

_This sudden mismatch of power put Ben in an odd position. He was ultimately confused as to why Kevin had changed human, but watching to boy let out a groan of revelation and slowly look up to his rival seemed to dissipate his anger and need to win. But only briefly. It all rushed back in a painful moment and he pulled his fist back before hurling it forward at full force. _

_But of course he didn't hit the boy. Even as the boy's voice broke in brace for it, the devastating force missed his skull by only inches. And then Ben stood over him, his fists no longer shaking with anger, nor his mind racing with pity. All he looked upon for that moment was a waste of time and space. Kevin looked into his eyes only briefly with more emotion than he'd ever let show. A pitiful excuse for a human being. And then Ben turned away._

"_Get back here and fight Tennyson!" he demanded wearily, his voice shaking with effort but not anger anymore. Desperation. "I'm not through with you yet!"_

"_But I'm through with you," Ben replied. He didn't even bother to turn round to say it. This pitiful boy didn't deserve his time. Didn't deserve his anger or his pity. It would be best to just destroy him right now. Destroy it._

"_You're not worth it. You never were."_

"_You're not worth it. You never were." _He flinched at those words now. Why had he said that? Why had he said something so arrogant and malicious so freely? Why had he thought such spiteful words were acceptable to be spoken aloud? Who was he to decide whether someone else was worth something or not? Who was he to humiliate someone so strongly just to take a small victory over them? It was true. Kevin had every right to blame him for everything those words had caused.

_Gasps of pain were heard behind him. Pain and crawling flesh. Then as he turned, true blame and a shout of anger. A shout of deep routed, cold, hard, bloody anger. _

_The mutant stood before him, looking at his hands. Currently too distracted to pay Ben his attention, he tried to turn into his human form, the form he'd taken advantage of for so many years but missed now it was gone. "I can't change back!" He needed someone to blame and he had someone to blame, a true culprit, stood right in front of him. "I'm stuck like this! Look at what you've done!" In a final act of desperation he launched himself at the culprit. _

_This was child's play no longer._

_But it needed to be, to make it all right. But it wasn't all right, Ben knew, but he needed it to be, so he disguised this real anger he saw before him and saw the humour in the situation and spoke it to himself, to assure that this all was all right._

"_Oh man! Is there anything I'm not going to get blamed for today?" Without real anger he was outmatched, beaten back by brutal force that landed him hanging from the runway. Now he listened to what Kevin had to say._

"_You'll never beat me…" he jeered. An air of false security settled about him. "Because you're one of the good guys and good guys never have to guts to finish guys like me." But good guys always had back up, and the bad guys were always wrong, never right. They fought alone, no one to support them and no one to back them up. Because they're the bad guys and they're always wrong. And if something is wrong it has to be righted. Even if they only want to live the right life for themselves._

_The gun hit Kevin with such force that Ben was almost knocked back too. He stumbled backwards only a few steps before falling into the aggressive rapids below. _

_And that was the end of that…_

But it wasn't. Kevin had been alive and festering in his humiliating defeat. A one sided fight he was destined to lose. When Ben thought now he doubted those final words. He always called himself the 'good guy', but a good guy would never speak such hurtful words or turn their back on someone's suffering because it's the easy way out. A good guy would fight for the good of everyone. They weren't selfish. Ben wiped his face with his arm and, even though it had started raining, for some reason he felt a bit better. For now, at least, couldn't he tell himself this all was all right?


End file.
